Filed by sedaredgar.com - Journey Resources Corp. - Exhibit 4.8






MINERAL CLAIM PURCHASE AGREEMENT 

THIS AGREEMENT is dated for reference as of the
18th day of October, 2007. 

AMONG: 


  
    
      JOURNEY RESOURCES CORP., a company duly organized
        pursuant to the laws of the Province of British Columbia and having an
        office at #1208 – 808 Nelson Street, Vancouver, British Columbia,
        V6Z 2H2 

      (“Journey”, and collectively with “Journey
        Peru”, the “Purchasers”) 

    

  



OF THE FIRST PART 

AND: 


  
    
      MINERA JOURNEY RESOURCES PERU SAC., a corporation
        duly organized pursuant to the laws of Peru and having an office at Abogados
        Av., Santa Cruz 937 Lima, 18, Peru

      (“Journey Peru”, and collectively with Journey,
        the “Purchasers”) 

    

  



OF THE SECOND PART 

AND: 


  
    
      MARLENE ORE LAMILLA, an individual of #407 –
        1989 Marine Drive, North Vancouver, British Columbia, V7V 3G2 

      (the “Vendor”) 

    

  



OF THE THIRD PART 

WHEREAS: 

(A)                    
The Vendor is the recorded and beneficial owner of an undivided 100% interest in
and to certain mineral concessions situated in the district of Lima, Peru to be
known as the Silver Mountain Mining Claims, as detailed in the specific
description of the mineral concessions in Schedule “A” attached hereto (herein
called the “Property”); and 

(B)                    
The Vendor has agreed to sell to the Purchasers and the Purchasers have agreed
to purchase a 100% undivided right, title and interest in and to the Property by
paying certain consideration to the Vendor upon the terms and conditions herein;





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NOW THEREFORE THIS AGREEMENT WITNESSES that in
consideration of the covenants and agreements hereinafter set forth, and for
other good and valuable consideration, the receipt and sufficiency which is
hereby acknowledged, the parties agree as follows:

PART 1 

PURCHASE OF PROPERTY 

1.1                    
Subject to the terms of this Agreement, the Vendor hereby agrees to sell a 100%
right, title and interest in and to the Property, such 100% interest to be free
and clear of all liens, charges, encumbrances, security interests and adverse
claims arising from or through the Vendor, and subject to the laws applicable to
the Property.

1.2                    
In order to purchase a 100% interest in and to the Property, the Purchasers
shall: 

	 	(a) 	
      on or before November 1, 2007, or such other date as
      agreed upon by the parties hereto, make a cash payment in the amount of
      CDN$80,000 to the Vendor; and

	 	 	 
	 	(b) 	
      on or before November 1, 2007, or such other date as
      agreed upon by the parties hereto, issue 2,500,000 common shares in its
      capital stock to Journey to Vendor.



In addition, Purchasers shall pay a 1% net smelter royalty to
Vendor in the event of the commencement of commercial production on the
Property. 

PART 2 

VESTING OF INTEREST 

2.1                    
Upon complying with all of the requirements set forth in §1.2, the Purchasers
will be deemed to have purchased the Property and be deemed to legally and
beneficially own a 100% right, title and interest in and to the Property. 

PART 3 

TITLE TRANSFER 

3.1                    
Upon the Purchasers purchasing the Property by satisfying all of the
requirements set forth in §1.2, the Vendor shall execute such documentation as
the Purchasers may prepare and reasonably request be executed under the laws of
Peru to record a 100% interest of Purchasers in the Property. 




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PART 4 

ASSIGNMENT OF OPTION 

4.1                    
Subject to §4.2, each party shall have the right to assign, transfer, convey or
otherwise dispose of all or part of its rights and interests in this Agreement,
provided that as a condition precedent to such assignment, (i) the assignee
shall execute a counterpart of this Agreement and thereby agree to be bound by
the contractual terms hereof in the same manner and to the same extent as though
a party hereto in the first instance; (ii) the assignor shall not be relieved or
discharged of any of its obligations or liabilities hereunder and the other
parties may continue to look to it for the performance thereof, and (iii) the
assignor will subject any further assignment, transfer, conveyance or
disposition of its rights and interests in this Agreement to the restrictions
set out in this §4.1. 

4.2                    
If the Vendor wishes to assign, transfer, convey or otherwise dispose of all or
part of its rights and interests in this Agreement pursuant to §4.1, it may do
so only with the consent of the Purchasers, such consent not to be unreasonably
withheld. 

PART 5 

REPRESENTATIONS AND WARRANTIES 

5.1                    
The Vendor represents and warrants to the Purchasers that: 

	 	(a) 	
      the Vendor has not entered into and is not aware of any
      other agreements in respect of the Property;

	 	 	 
	 	(b) 	
      the mineral interests comprised in the Property have, to
      the best of the Vendors’ knowledge been duly and validly staked, recorded
      and issued pursuant to all applicable laws and regulations in Peru and are
      in good standing;

	 	 	 
	 	(c) 	
      all rentals, taxes, duties, royalties, assessments,
      charges or fees and other assessments and levies pertaining to the
      Property and required to be paid by law or regulation have been fully paid
      as of the Effective Date;

	 	 	 
	 	(d) 	
      there are not any suits, actions, prosecutions,
      investigations or proceedings, actual, pending or threatened, against or
      affecting the Optionors that relate to or has an adverse effect on the
      Property;

	 	 	 
	 	(e) 	
      any and all previous work conducted on the Property was
      conducted in accordance with all applicable environmental laws, orders and
      rulings, and there are no outstanding assessments or liabilities relating
      to past work conducted on the Property which are now, or in the future may
      be, payable by any party;

	 	 	 
	 	(f) 	
      the Vendor has full power and absolute authority to sell
      the Property to the Purchsers as provided in this
  Agreement;







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	 	(g) 	
      this Agreement constitutes a legal, valid and binding
      obligation of the Vendor; and

	 	 	 
	 	(h) 	
      the Vendor has all necessary permits and authorizations
      under applicable law to carry on operations.



5.2                    
The Purchasers jointly and severally represent and warrant to the Vendor that:


	 	(a) 	
      the execution and delivery of this Agreement and the
      purchase by the Purchasers of the Property under this Agreement will not
      conflict with or result in a breach of or default under any agreement or
      other instrument of obligation to which each of the Purchasers is a party
      or by which it may be bound;

	 	 	 
	 	(b) 	
      Purchasers have obtained all necessary corporate
      authorization for the execution of this Agreement; and

	 	 	 
	 	(a) 	
      this Agreement constitutes a legal, valid and binding
      obligation of each of the Purchasers.



5.3                    
The representations and warranties contained in §5.1 are provided for the
exclusive benefit of the Purchasers and a breach of any one or more of them may
be waived by each of the Purchasers in writing in whole or in part at any time
without prejudice to its rights in respect of any other breach of the same or
any other representation or warranty. 

5.4                    
The representations and warranties contained in §5.2 are provided for the
exclusive benefit of the Vendor and a breach of any one or more of them may be
waived by the Vendor in whole or in part at any time without prejudice to their
rights in respect of any other breach of the same or any other representation or
warranty. 

PART 6 

FORCE MAJEURE 

6.1                    
If the Purchasers are at any time prevented or delayed in complying with the
payment requirement provisions of this Agreement in §1.2 by reason of strikes,
walk-outs, labour shortages, power shortages, fuel shortages, fires, wars, acts
of God, governmental regulations restricting normal operations, shipping delays
or any other reason or reasons beyond the control of the Purchasers (and for
greater certainty excluding factors related to a lack of funding), the time
limited for the performance by the Purchasers of each its obligations hereunder
will be extended by a period of time equal in length to the period of each such
prevention or delay, provided however that nothing herein will discharge the
Purchasers from each its obligations to timely pay the consideration under §1.2.


6.2                    
The Purchasers will within seven (7) days of a force majeure event as set forth
in §6.1 give notice to the Vendor of such event and upon cessation of such event
will furnish the Vendor with notice to that effect together with particulars of
the number of days by which the 




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obligations of the Purchasers hereunder have been extended by
virtue of such event of force majeure and all preceding events of force majeure.


PART 7 

CONFIDENTIALITY 

7.1                    
Subject to §7.2 all information received or obtained by the Vendor or the
Purchasers hereunder or pursuant hereto shall be kept confidential and no part
thereof may be disclosed or published without the prior written consent of the
other except such information as may be required to be disclosed or published by
law or regulation; provided that either party may disclose information to any
person or persons with whom it proposes to contract pursuant to Part 4 and have
agreed to hold the same in confidence, it being agreed that prior to such
disclosure, the non-disclosing party shall receive notice thereof and a copy of
the confidentiality agreement executed by the person or persons with whom the
disclosing party proposes to contract pursuant to Part 4. 

7.2                    
Confidential information shall not include the following: 

	 	(a) 	
      information that, at the time of disclosure, is in the
      public domain;

	 	 	 
	 	(b) 	
      information that, after disclosure, is published or
      otherwise becomes part of the public domain through no fault of the
      recipient;

	 	 	 
	 	(c) 	
      information that the recipient can show already was in
      the possession of the recipient at the time of disclosure; or

	 	 	 
	 	(b) 	
      information that the recipient can show was received by
      it after the time of disclosure, from a third party who was under no
      obligation of confidence to the disclosing party at the time of
      disclosure.



7.3                    
Except as required by law or regulatory authority, neither party shall make any
public announcements or statements concerning this Agreement or the Property
without the prior approval of the other, not to be unreasonably withheld. 

7.4                    
The text of any public announcements or statements including news releases which
a party intends to make pursuant to the exception in §7.3 shall be made
available to the other party not less than twenty-four (24) hours prior to
publication and the disclosing party shall limit or amend such disclosure as may
be requested by the non-disclosing parties to the extent such limitation or
amendment allows the disclosing party to meet its legal obligations. Neither
party may issue a release containing a factual error identified by the other
party. 




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PART 8 

ARBITRATION 

8.1                    
All questions or matters in dispute with respect to the interpretation of this
Agreement will, insofar as lawfully possible, be submitted to arbitration
pursuant to the terms hereof using “final offer” arbitration procedures. 

8.2                    
It will be a condition precedent to the right of any party to submit any matter
to arbitration pursuant to the provisions hereof, that any party intending to
refer any matter to arbitration will have given not less than ten (10) days’
prior written notice of its intention so to do to the other party together with
particulars of the matter in dispute. 

8.3                    
On the expiration of such ten (10) day period, the party who gave such notice
may proceed to commence procedure in furtherance of arbitration as provided in
this Part 8. 

8.4                    
The party desiring arbitration (“First Party”) will nominate in writing three
(3) proposed arbitrators, and will notify the other party (“Second Party”) of
such nominees, and the other party will, within ten (10) days after receiving
such notice, either choose one (1) of the three (3) or recommend three (3)
nominees of its own. All nominees of either party must hold accreditation as
either a lawyer, accountant or mining engineer with a minimum of ten (10) years’
experience in their given profession. If the First Party fails to choose one of
the Second Party’s nominees, then all six (6) names shall be placed into a hat
and one name shall be randomly chosen by the president of the First Party and
that person, if he/she is prepared to act, shall be the nominee. Except as
specifically otherwise provided in this Part 8, the arbitration herein provided
for will be conducted in accordance with the Commercial Arbitration Act
(British Columbia). The parties shall thereupon each be obligated to proffer to
the arbitrator within twenty-one (21) days of his/her appointment a proposed
written solution to the dispute and the arbitrator shall within ten (10) days of
receiving such proposals choose one of them without altering it except with the
consent of both parties. 

8.5                    
The expense of the arbitration will be paid as specified in the award. 

8.6                    
The parties agree that the award of the arbitrator will be final and binding
upon each of them. 

PART 9 

DEFAULT AND TERMINATION 

9.1                    
The parties hereto may terminate this Agreement in the event of a material
breach of any term or condition of this Agreement by the other party, which
material breach is not corrected within thirty (30) days of the receipt by of
written notice by the other party which describes such breach in reasonable
detail. 




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9.2                    
If this Agreement is terminated, the Puchasers shall: 

	 	(a) 	
      within 180 days deliver to the Vendor copies of all
      reports, maps, plans, photographs and drill logs of the Vendor relating to
      the Property, provided that the Purchasers do not make any representation
      or warranty concerning the accuracy or completeness thereof; and

	 	 	 
	 	(b) 	
      within the said 180 days remove from the Property any
      machinery, buildings, structures, facilities, equipment and all other
      Property of every nature and description erected, placed or situated
      thereon by the Purchasers; any Property not so removed at the end of the
      180 day period shall, at the written option of the Vendor delivered to the
      Purchasers, become the Property of the Vendor.



9.3                    
If the Purchasers are prevented from or delayed in performing each of its
obligations in §9.2(a)or §9.2(b) by a force majeure event as set forth in §6,
the relevant period of 180 days referred to therein shall be extended by the
period of the force majeure event. 

PART 10 

AREA OF COMMON INTEREST 

10.1                   
There shall exist an area of common interest within the area included within two
(2) kilometres of the boundaries of the Property (as detailed in the specific
description of the mineral concessions attached hereto as Schedule “A”), but
excluding any third party mineral claims existing as of the Effective Date. If
either party (or permitted assignee hereof) acquires any mineral rights within
such area by staking or by the granting of such additional prospecting permits,
they shall, at the election of the other party (made by it within twenty (20)
days of written notice), be made part of the Property for all purposes and may
be referred to as Additional Property.

PART 11 

NOTICES 

11.1                   
Each notice, demand or other communication required or permitted to be given
under this Agreement (“Notice”) to the Vendor or the Purchsers by the other
shall be in writing and will be sent by personal delivery, fax or prepaid
registered mail to the addresses of the parties as follows: 

	 	(c) 	
      if to the Vendor:

	 		
      407 – 1989 Marine Drive 
North Vancouver 
British
      Columbia 
V7V 3G2 
Attention: Marlene Ore
Lamilla







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	 	(d) 	
      if to the Purchasers: 
#1208 – 808 Nelson Street
      
Vancouver, British Columbia 
V6Z 2H2 
Facsimile: (604) 633-2462
      
Attention: Jack Bal



11.2                   
The date of receipt of such Notice will be the date of delivery or fax thereof
if delivered or faxed during business hours, or, if given by registered mail as
aforesaid, will be deemed conclusively to be the third day after the same will
have been so mailed except in the case of interruption of postal services for
any reason whatever, in which case the date of receipt will be the date on which
the Notice is actually received by the addressee. 

11.3                   
Either party may at any time and from time to time notify the other party in
writing of a change of address and the new address to which Notices will be
given to it thereafter until further change. 

PART 12 

GENERAL 

12.1                   
This Agreement is subject to the approval of the Board of Directors of the
Purchasers, and acceptance of the TSX Venture Exchange if required. 

12.2                   
This Agreement will supersede and replace any other agreement or arrangement,
whether oral or written, heretofore existing between the parties in respect of
the subject matter of this Agreement. 

12.3                   
No consent or waiver expressed or implied by either party in respect of any
breach or default by the other in the performance of such other of its
obligations hereunder will be deemed or construed to be a consent to or a waiver
of any other breach or default. 

12.4                   
The parties will promptly execute or cause to be executed all documents, deeds,
conveyances and other instruments of further assurance which may be reasonably
necessary or advisable to carry out fully the intent of this Agreement or to
record wherever appropriate the respective interests from time to time of the
parties in the Property. 

12.5                   
This Agreement will inure to the benefit of and be binding upon the parties and
their respective successors and assigns, subject to the conditions hereof. 

12.6                   
This Agreement will be construed in accordance with the laws of the Province of
British Columbia and the laws of Canada applicable therein. 

12.7                   
All sums of money referred to herein are expressed in Canadian currency. 

12.8                   
The headings appearing in this Agreement are for general information and
reference only and this Agreement will not be construed by reference to such
headings. 




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12.9                   
In interpreting this Agreement and Schedule “A” hereto attached, where the
context so requires, the singular will include the plural, and the masculine
will include the feminine, the neuter, and vice versa. 

12.10                   Nothing
herein will constitute or be taken to constitute the parties as partners or
create any fiduciary relationship between them. 

12.11                  
No modification, alteration or waiver of the terms herein contained will be
binding unless the same is in writing, dated subsequently hereto, and fully
executed by the parties. 

12.12                  
This Agreement may be executed in counterpart and by facsimile. 

 

IN WITNESS WHEREOF this Agreement has been executed on
behalf of the Vendor and each of the Purchasers by their duly authorized
officers on the _18th _ day of
_October____, 2007. 

 

JOURNEY RESOURCES CORPORATION 

 

	Per: 	 
         “Jatinder (Jack) Bal” 	 
	  	Authorized Signatory 	 


 

MINERA JOURNEY RESOURCES PERU SAC 

 

	Per: 	 
           “Jatinder (Jack) Bal” 	 
	  	Authorized Signatory 	 



 

	”Marlene Ore
      Lamilla”	 
	MARLENE ORE LAMILLA 	 


 









SCHEDULE “A” 

Mineral Claims Comprising The Property 

 

The Silver Mountain Mining Claims located in Lima, Peru.